Plenary meetings of the Supervisory Board

 

As mentioned in the introduction, 2008 was once again a turbulent year. Consequently, the Supervisory Board met on 13 occasions, instead of the usual six or seven, and all members of the Supervisory Board participated frequently. Meetings were held to discuss the corporate strategy and the result of the assessment by the Managing Board of the structure and operation of the internal risk management and control systems. Other matters discussed were quarterly results, strategic issues, risk- and control-related topics, the financial reporting process and the impact of International Financial Reporting Standards (IFRS) and International Accounting Standards Boards (IASB) developments thereon, compliance with legislation and regulations, and corporate governance matters.

 

The financial statements and the findings of the external auditor were discussed in the presence of the external auditor. The majority of the discussions and decisions of the Supervisory Board were prepared in the subcommittees referred to below, in which always at least two members of the Supervisory Board are present. Members of the Managing Board were consulted in all meetings of subcommittees of the Supervisory Board.

 

Members of the Supervisory Board attended two consultation meetings between the Managing Board and the Employees’ Council.

 

The Supervisory Board met in the absence of members of the Managing Board to discuss its own functioning and that of its individual members, the desired profile, composition and competence of the Supervisory Board, the functioning of the Managing Board collectively and its individual members, and also the financial statements with the external auditor.